SEC FORM 3

SEC FORM 3SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Tsimchi Ofer

(Last)

(First)

(Middle)

21 HA'ARBA'A STREET

(Street)

TEL AVIV

6473921

(City)

(State)

(Zip)

ISRAEL

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026

3. Issuer Name and Ticker or Trading Symbol
RedHill Biopharma Ltd. [ RDHL ]

3a. Foreign Trading Symbol

5. If Amendment, Date of Original Filed (Month/Day/Year)

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary Shares	146,250,000⁽¹⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
American Depositary Shares	⁽²⁾	⁽²⁾	Ordinary Shares	36,440,000	⁽²⁾	D
Stock Option (Right to Buy)	⁽³⁾	⁽³⁾	Ordinary Shares	150,000	⁽³⁾	D
Stock Option (Right to Buy)	⁽⁴⁾	⁽⁴⁾	Ordinary Shares	90,000	⁽⁴⁾	D
Stock Option (Right to Buy)	⁽⁵⁾	⁽⁵⁾	Ordinary Shares	180,000	⁽⁵⁾	D

Explanation of Responses:

1. Represents 14,625 unvested restricted share units ("RSUs"), each with respect to one American Depositary Share ("ADS"), which represents 10,000 ordinary shares, par value NIS 0.01 per share ("Ordinary Shares"), of RedHill Biopharma Inc. (the "Issuer"). The RSUs are subject to time-based vesting conditions and are settled in Ordinary Shares.

2. Represents 3,644 ADSs, which are convertible at any time, at the holder's election and have no expiration date.

3. Represents stock option to purchase 150,000 Ordinary Shares (equivalent to 15 ADSs), issued to the reporting person pursuant to the RedHill 2010 Option Plan. The shares underlying this stock option are fully vested and exercisable. The exercise price of this stock option is $5,000 per ADS and the option expires on May 6, 2029.

4. Represents stock option to purchase 90,000 Ordinary Shares (equivalent to 9 ADSs), issued to the reporting person pursuant to the RedHill 2010 Option Plan. The shares underlying this stock option are fully vested and exercisable. The exercise price of this stock option is $4,870 per ADS and the option expires on March 25, 2030.

5. Represents stock option to purchase 180,000 Ordinary Shares (equivalent to 18 ADSs), issued to the reporting person pursuant to the RedHill 2010 Option Plan. The shares underlying this stock option are fully vested and exercisable. The exercise price of this stock option is $7,080 per ADS and the option expires on April 28, 2031.

	/s/ Ofer Tsimchi	03/19/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 3: SEC 1473 (03-26)